


Lesson Learned

by rejct



Category: Star Wars: The Clone Wars (2008) - All Media Types
Genre: F/M, M/M, Multi, Plot What Plot/Porn Without Plot, Threesome - F/M/M
Language: English
Status: Completed
Published: 2020-11-30
Updated: 2020-11-30
Packaged: 2021-03-09 19:08:54
Rating: Explicit
Warnings: Underage
Chapters: 1
Words: 3,933
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/27791302
Author URL: https://archiveofourown.org/users/rejct/pseuds/rejct
Summary: Somewhat inspired by ZenithVader's An Empire to Claim.Anakin's got some dark feelings, and sex helps him release them. That, or it's my first fic and I changed what I was going for halfway through, take your pick.
Relationships: Anakin Skywalker & Ahsoka Tano, Obi-Wan Kenobi & Anakin Skywalker & Ahsoka Tano, Obi-Wan Kenobi/Anakin Skywalker
Comments: 1
Kudos: 49





	Lesson Learned

**Author's Note:**

  * Inspired by [An Empire to Claim](https://archiveofourown.org/works/23626405) by [ZenithVader](https://archiveofourown.org/users/ZenithVader/pseuds/ZenithVader). 



It was well into the night cycle when Anakin woke up, hungry and horny. The 501st was two days into a week-long voyage to the location of the latest reported Separatist activity in Republic space. With such a long journey ahead of them, the atmosphere aboard the Star Destroyer was relaxed and served as a brief respite for the weary Jedi and his men. Anakin tossed and turned for a while before giving in to his body. Deciding to start with the hunger problem, he started to head towards the mess. Still in his loose sleep shirt and pants, he stuffed his feet into his boots and shuffled out the door. It was about 12:30 standard time, and Anakin was hoping the mess would still have a few snacks left other than ration bars. 

Making his way down the halls, his mind started to wander to Padme and what she might be doing right now. He had been horny when he awoke, and the feeling had not subsided. He thought about his beautiful wife and her pale skin, dark hair framing her unblemished features. Anakin's mind continued to bring up images of Padme, each more decadent than the last. His gorgeous wife in silk nightgowns, the fabric the only thing softer than her body; Padme's perfect breasts, bouncing as she rode him; her face, eyes closed and mouth open in a silent plea as he pounded her into the bed. As he daydreamed, Anakin had walked all the way to the mess hall without realizing it. Because he was so out of it, he didn't even catch the force signatures of the three people currently in the mess, and he certainly didn't pick up the changing tones of those signatures. 

Not until he was at the door did he see his own Padawan and his two favorite ARC troopers, Fives and Echo. The way they were talking stopped him in tracks; Ahsoka was sitting on the edge of the table, her legs splayed slightly on either side of the corner with Fives standing over her and Echo sitting on the table bench. Ahsoka had her hands behind her, propping herself up but also sticking out her breasts. Even more, one of Fives' hands was around Ahsoka's back, dangerously low on her waist while he talked and Echo's hand was actually moving up her thigh, almost under her skirt. At that point, Anakin went to storm through the door when he looked down and noticed his own raging erection. He stopped and quickly tucked himself into the waistband of his pants before loudly opening the door. 

The three offenders at the table jumped as their general came into the room, Ahsoka quickly shutting her legs and bringing her hands to rest on her knees while Fives and Echo went to attention even though they were only in half armor and Anakin was in his pajamas. 

"At ease," said Anakin. "You three are up awfully late."

"I came in for some midnight caf to help me get through my katas and the boys were already here," Ashoka spoke first as the clones relaxed, but only physically. Their force signatures were still taught as wire, wondering what their general would say next.

"Fives and I just got off watch and wanted to see if there was any grub left, sir." Echo said, motioning to the ration bars sitting next to Ahsoka on the table.

"Well, if you got what you came for I suggest you go back to your bunks now," said Anakin. "As for you, Ahsoka, I'm awake now so I might as well come check your forms. I'll meet you in your quarters in 10." 

As the trio parted ways at the door, Anakin waited to make sure they went separate directions. He wasn't sure why, but something about seeing those men touch Ahsoka like that had stirred feelings of jealousy in him. Maybe it was just because he was tired and still horny from thinking about Padme, but Anakin was experiencing lust towards his Padawan. He tried to let it go, but something dark within him told him to claim her, make sure that no other man would touch her like that again. 

Anakin soon found himself walking towards Ahsoka's quarters. As he reached her door and keyed it open, Anakin had a brief thought of Padme and what she would think, but then he reminded himself that she was probably busying herself with Sabé anyway, and surely a Padawan wasn't much different than a doppelganger handmaiden on the morally-wrong scale. The opening door revealed the sight of Ahsoka going through her forms in nothing but a sports bra and the shortest shorts he had ever seen. Surely Padme didn't have any that short, but she was more prone to wearing gowns than athletic gear. Ahsoka had grown into a very different kind of woman than Anakin was used to, and it made him lust after her even more.

"Ahsoka, I know I said we'd work on your forms," Anakin started, "but I really need to talk to you about what I saw in the mess."

When Ahsoka feigned confusion he continued, "Fives and Echo touching you like that was totally inappropriate."

"I'm sorry Master, I've just been having these feelings lately. With Togruta, mating heats usually start around my age. Being on a ship full of men certainly isn't helping either to be honest."

"I understand, Ahsoka. It is only natural, I guess. Has anyone ever touched you like that before?"

"No," Ahsoka blushed, "There was that guy Lux and we did kiss, but nothing more than that."

Anakin's possessiveness flared again at the mention of the Seppie kid, but he ignored it to press on with Ahsoka. So she had never been touched, that was good. He was getting more and more turned on by her innocence. 

"You know Snips, I am your Master and that means that I'm supposed to teach you about all of the aspects of being a Jedi. Despite our Code, sexuality is still an important part of being a Jedi and I can teach you about that if you're ready," Anakin pressed on, "One day you may be on an assignment and have to use your sexuality to ensure the safety and freedom of you or others."

Ahsoka thought for a minute before responding, "I guess you're right, Master, I hadn't thought about it like that. I must admit that I have been thinking about you in that way lately. But are you sure you're comfortable with this? What about Padme?"

"What Padme doesn't know won't hurt her, and you wouldn't be the first Padawan to learn about these kinds of things from their Master. It's all perfectly natural, Snips."

"Well, let's do this then, Skyguy." Ahsoka stuck her tongue out at Anakin before moving towards him, lips presented for the taking.

They started out slow, meeting each other in a chaste kiss. Anakin's hands ventured from Ahsoka's shoulders down her arms, his thumbs grazing the sides of her breasts on his journey and making her shiver. When his grip reached her ass he squeezed it and pulled her closer, grinding her onto his hard cock. Ahsoka gasped into his mouth at that and he took the opportunity to sneak his tongue into her mouth and taste her. They kissed like that for several minutes, hungrily battling for control as they ground against each other. Anakin undid Ahsoka's top in the back, slipping it down over her shoulders and freeing her perky breasts. He pinched at her pointed brown nipples, the same color as her plush lips. This made Ahsoka moan into his mouth and the sound went straight to his cock, which hadn't been this hard in ages. 

Not able to hold himself back anymore, Anakin hurriedly pulled down his Padawan's shorts and used his middle finger to rub Ahsoka's clit as her legs shook. His mechanical arm was at the back of her neck, rubbing deliciously against the underside of her back lekku as he held most of her body's weight on his forearm. Anakin's flesh hand had found Ahsoka's entrance and was now pumping two fingers in and out of her soaking wet pussy as the heel of his hand applied just the right amount of pressure on her clit. Ahsoka's legs had become too weak and Anakin was holding her up while he fucked her with his fingers. She flung her head backwards and Anakin took the opportunity to bite at her exposed neck, swiveling his hand at the same time to viciously rub her engorged clit with his thumb. Finally, Ahsoka came apart in his arms and he felt her juices running down his now still fingers and into his cupped palm. Smiling, Anakin removed his fingers and brought the glistening hand up to his face, giving it a long lick from palm to fingertips.

Ahsoka's legs had all but given out, and Anakin let her slide gently down to the floor as he tried to loosen his trousers to relieve some of the pressure in his aching groin. As her Master's fingers fumbled with his pants strings, Ahsoka sat back on her heels and raked her eyes over him. His hair had become disheveled during their heated kissing and his breathing was more labored than normal. Their gazes met and Ahsoka suddenly felt so small, looking up at him. Then, he was finally able to undo his pants and pull them down enough to release his throbbing erection, bigger than anything Ahsoka had ever seen. 

"You know what to do, don't you?" Anakin said, gripping the base of his member and wagging it above Ahsoka's face.

Ahsoka nodded, she had seen enough videos on the holonet to get the gist. She opened her mouth and sat up a little bit, moving her face closer to his waiting dick. Taking it in her mouth, Ahsoka wrapped her lips around the head and used the tip of her tongue to lick at his slit, loving the salty taste of his precum. Anakin hissed in pleasure and Ahsoka sucked her cheeks in as she started bobbing her head along her Master's dick.

"You're doing a great job, I had no idea my Padawan would be such a good little cocksucker. You do need to go a little deeper though." Anakin said, putting his hands on her montrals and guiding her head further down his cock so that her nose was almost touching the fine blonde hairs at the base. Ahsoka gagged a little, but quickly regained her composure and started sucking on Anakin's dick as it went in and out of her mouth. Then, suddenly, he harshly jerked his hips up into Ahsoka's face and his cock rammed into her throat. 

Ahsoka swallowed him down beautifully, and he couldn't help but be proud of her. The darkness within him spoke again, this time reminding him that it was two men touching Ahsoka. If she wanted to be used by two men, it said, then Anakin alone would not be enough to truly break her and claim her. Anakin wondered who he could feasibly get to join him in the plundering of his Padawan. Rex maybe, or another clone? But that was what had started all of this, a clone touching Ahsoka. No, he decided, it had to be someone more under his control, someone he could trust. Then, it hit him: Obi-Wan Kenobi.

Anakin had seduced his Master as a Padawan himself. Once he became of age on Coruscant, he started to notice his Master's lingering eyes and quickly became the Master in their sexual relationship. Though they eventually parted ways due to the war and his Knighthood, he knew that Obi-Wan would still go along with whatever he decided in the bedroom. Anakin just hoped this wouldn't shock the old man too much, he still needed him functioning properly enough to give Ahsoka a good fucking. They had shared a partner before, but Anakin knew how much Obi-Wan cared for his grand Padawan and this might be a little too weird even for him.

In the end, Anakin took his hands off Ahsoka's montrals long enough to hit the button on his wrist brace that would page Obi-Wan to come to his location. Luckily, a good chunk of the 212th was hitching a ride with them to their next destination so The Bearded Wonder was just right down the hall. As he resumed thrusting into Ahsoka's eager mouth, Anakin thought again of Padme. He and Obi-Wan had shared her once before and he was hoping that the prior experience would soothe the current scene over with his former Master. 

The door hissed open and Obi-Wan strode into the room, his hand holding his robe away from his lightsaber in case of trouble. What he saw in the middle of Ahsoka's small room stopped him in his tracks, and he gawped at the sight of Anakin in only his loose tunic with his trousers pulled around his thighs. Ahsoka was in a similar state of undress, with her pants around her ankles and her top thrown across the room. She tried to turn and face the door as Obi-Wan entered, but Anakin's firm hands stayed on her montrals and kept her mouth in place.

"Hello there, Master," Anakin said as he slowly and deliberately moved his cock in and out of Ahsoka's mouth, "would you care to join us? I was just giving Ahsoka a lesson."

"Anakin, I'm not sure how I feel about this kind of lesson for Ahsoka. How did this come about?" Obi-Wan found his voice as his hand came up to stroke his beard in appraisal.

"I caught Ahsoka being a little whore in the mess with two ARC troopers. She'd never been touched before, Master, and she was begging for it. I knew that if anyone was going to claim her it would be you and I," Anakin said as he grabbed onto Ahsoka's back lekku with one hand and shoved his dick all the way down her throat, holding her there and grinding his hips against her face. The sudden grip on her headtail had Ahsoka's vision going fuzzy and her legs limp as she let her mouth be abused. 

"Well, as long as she feels ready and consents, I guess it is safer for her to do it here with us instead of some of the men. You and I both know what they get up to at those clone bars, they might not be clean." Obi-Wan replied. 

"You're gonna be a good girl for us, aren't you?" Anakin said as he shucked his tunic, letting Ahsoka sit back on her heels and get some air.

"Of course Master, I'd be very lucky to have such a nice cock inside me, and I've heard such good things about Master Obi-Wan too," Ahsoka winked at the older man as she kicked off her leggings and he became flustered, sputtering something about not knowing what she could possibly mean.

"Come on Obi-Wan, get out of those robes and into Ahsoka's mouth. She really is talented for never taking a cock before, aren't you Snips?" Anakin said as he maneuvered the newly naked Ahsoka onto her hands and knees on the floor.

Obi-Wan sighed at the crassness of his former Padawan but did as he said anyway and removed the outer layer of his robes as he came around to face Ahsoka. He could see the hunger in her eyes and now that she was fully bared to him he could feel his own lust rising. His cock had hardened considerably since he had entered the room, and watching Ahsoka lick her lips as he undid the ties on his trousers only added to his desire. Looking over her head, the older Master could see Anakin rubbing his cock along Ahsoka's folds, making her shiver every time he hit her clit.

"Are you ready, Snips?" Anakin asked while steadying his member at her entrance, poised to push in. Two fingers of his other hand slipped inside her, and Ahsoka hummed her consent as she went down to her elbows and arched her back for her Master. With his hands on her hips, Anakin slowly but surely pushed into her excruciatingly tight pussy. "Just take a minute to get used to it and then I want you to start sucking Obi-Wan's cock like a good girl, ok?"

Ahsoka was completely lost to the sensations of her Master's thrusts and she groaned deeply in pleasure as he bottomed out into her. Knowing she needed more, she shakily got back up to her hands and looked up at Obi-Wan who had bared himself in front of her. His creamy skin was beautiful, and she marveled at the freckles dotting his abdomen and hips. Holding herself up with one hand, Ahsoka gingerly grasped her Grand-Master's waiting cock with the other. She looked him dead in the eye and wrapped her lips around his member, slowly sucking on just the tip which made him visibly shudder. Steadily, she started to bob her head in time with Anakin's movements, taking more and more of Obi-Wan. Soon her nose was touching the curly strawberry blonde hairs at the base of his shaft and she was beginning to love the feeling of a dick filling up her little whore mouth. Obi-Wan began to rock into Ahsoka, and as she was being speared by the two men she began to truly lose her mind; drool ran down her chin as her eyes rolled back into her head. Ahsoka had never known such pleasure, and right now she never wanted it to stop. 

Ahsoka could feel Anakin starting to quicken his pace, which quickly became more erratic as he neared his peak. His fingers were in a vice grip on her hips, and she loved the sweet burn of the pain. Obi-Wan backed off of her, stroking her lekku and guiding her head upwards into a kiss as Anakin let go and shot a full load of cum deep into his Padawan. Spunk dripped down Ahsoka's thighs when her Master pulled out of her, and she loved how dirty and used it made her feel. 

"Did you have to make such a mess of her?" asked Obi-Wan as he appraised his younger friend's work. His cock was still shiny from Ahsoka's sloppy blow job but he was sorely in need of release at this point. Ahsoka was slumped over on the floor, still feeling the aftershocks of her Master's thorough fucking. Obi-Wan moved behind the girl and stroked himself while admiring the sloppy cunt and tight little asshole presented before him. Rolling his hand over the head of his cock, he reached out with his other hand and used his thumb to rub at the rim of Ahsoka's ass. A faint moan sounded from near the floor where the fucked-out Padawan had rested her head on her arms.

"Would you like it if I fucked you in your nice little ass, Ahsoka?" Obi-Wan asked.

"Y-yes please, Master!" Ahsoka was truly excited to experience this new sensation, as Obi-Wan's thumb had now fully entered her ass and it felt absolutely amazing.

Obi-Wan swiped his fingers along the girl's entrance, gathering a mixture of her slick and Anakin's cum to lube his cock with. He steadily positioned his cock at Ahsoka's entrance and slowly began to push in. Ahsoka's ass was tighter than anything the older man had ever felt, almost too tight, but it felt so good that he kept going. Ahsoka moaned louder, loving the satisfying pressure of a cock in her ass. After what seemed like ages, Obi-Wan found himself hilted to the balls in his Grand-Padawan's ass and he took a moment to savor the feeling before beginning to rock back and forth and slowly to work her loose. Ahsoka had quickly decided that she loved anal, and she pushed her hips back against Obi-Wan in order to encourage more movement from him, which he immediately indulged.

Anakin had stretched out on Ahsoka's small bunk to watch the action and was now stroking himself back to full hardness while his own Master defiled his Padawan. His view was mostly Obi-Wan's beautifully sculpted ass as he pounded into the young girl on the floor, and he was starting to want back in on the action. It had been a while since the two men had been able to meet up, and Anakin was definitely missing the feeling of his Master's tight ass so he got up and made his way behind the pair, grabbing some lube from his utilibelt before running his fingers down Obi-Wan's spine as the man thrusted away. 

"I'm starting to feel a little left out, Master." Anakin teased as he lubed up his fingers and started to run the tip of his middle finger around Obi-Wan's asshole, "How about I join back in?"

The sudden sensation made Obi-Wan shiver and stutter in his persistent thrusts into Ahsoka's ass. He stilled long enough to point his rear in the air, chasing Anakin's fingers and giving the younger man the unspoken signal that he was ready. Anakin kneeled behind his Master and slicked his cock with lube, lining up at Obi-Wan's entrance as the man steadily ground into Ahsoka. With one quick thrust, Anakin was in his Master and pounding away. Obi-Wan soon caught the rhythm in his strokes, plunging into Ahsoka as Anakin did so into him and causing pleasure like never before. Ahsoka had regained her strength and was now fucking herself back onto Obi-Wan's cock in a desperate bid for more.

"I love being a Jedi." Anakin sighed and rolled his head back. The Force pulsed and thrummed around the trio, colors and lights bleeding together as they chased ecstasy. Then, Anakin grabbed Obi-Wan's hips with a steel grip and slammed into him at just the right angle to cause his Master to cum, clenching around his dick and milking his own orgasm. Ahsoka and Obi-Wan's asses were now full of seed and they both lay exhausted on the floor with Anakin half on top of both of them. "I love you guys."

Silence reigned for a moment as Obi-Wan and Ahsoka each looked over at Anakin. 

"I love you too, Master." Ahsoka spoke up with such a warm, genuine smile that he knew it must be true.

"I love you too, Anakin." Obi-Wan replied while rolling over to plant a kiss on the side of Anakin's head.

— — — — — — — — — — — — — — —

"Well Snips, did you learn your lesson?" Anakin asked as the three found their robes and sabers to redress.

"I think I did, but I may need a refresher in the future." Ahsoka replied with a cheeky grin.

"The Jedi do appreciate practice to achieve mastery of skills. Your Master and I will always be here if you'd like to go over any lessons." Obi-Wan settled the matter and they said their goodnights, the men leaving to their respective rooms down the hall. Echo and Fives were not formally reprimanded for their behavior in the caf that night, and much to the clone's surprise, their General never even spoke to them about it again. However, there were given extra caf cleanup duties for the next four rotations, so they got the hint that the Commander was off limits. Life went on as normal on the Resolute, but every so often the Generals and Commander would sequester themselves away for "training" for a few hours.


End file.
